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In the autumn of 1864, remnants of the Confederate 5th Georgia Cavalry are prisoners of war in the Union prison camp at Rock Island, Illinois. Sick and dying in deplorable conditions, they find a chance for survival when Union Captain Mark Bradford (Cornel Wilde) offers them release from "this stinking pesthole" if they will join the Union Army to garrison a fort on the western frontier, undermanned because its able-bodied regulars have been sent east, leaving only "greenhorns or casualties" like Bradford to fight Indians. Although promised that they will not be compelled to fight against their own, many of the Georgians resist the offer. Putting the decision to a vote, the issue is deadlocked when the last soldier dies before he can choose. Compassion for his men, and Bradford's sincerity, compels their reluctant commander, Col. Clay Tucker (Joseph Cotten) to break the tie by agreeing to the conditions offered.The troop arrives at Fort Thorn, New Mexico, a small outpost of the 3rd Cavalry. Their welcome from the post commander, Major Henry Kenniston (Jeff Chandler), is stern and provocative. The bitter Kenniston has a limp from a wound that relegated him to Fort Thorn early in the war. Tucker, now a lieutenant in the Union Army, dines with Kenniston, his widowed sister-in-law Elena (Linda Darnell) and civilian guests, and is put on edge by their patronizing comments. Tension becomes high when Tucker reveals that he led the cavalry charge that killed Elena's husband. Elena has been stranded for months at the fort on her way home, and is uneasy with her brother-in-law's protectiveness, suspecting that he believes himself to be his late brother's surrogate.Friction quickly develops between the Northern and Southern soldiers. When Tucker's men try to pursue a band of Indians but are ordered to stop, they mock the order as Yankee irresoluteness. Kenniston rebukes them, warning them they had been riding into an ambush. He assigns the Georgians to execute two civilians as gunrunners, but when informed that they are Confederate agents, Tucker objects as a violation of their enlistment agreement, to no avail. He begins plotting to desert the command, which Kenniston shrewdly deduces. On the rationalization that he does not want "enemies" in his ranks, he assigns Tucker's troop to escort a wagon train across hostile territory, knowing Tucker will deliver it safely before deserting. Elena escapes by concealing herself in a wagon, which Tucker discovers but allows to continue. Ephraim Strong (Harry Von Zell), a civilian in the train, reveals himself as a Confederate agent and enlists Tucker in a plan to link California with the South. He persuades Tucker to return to Fort Thorn and to take back Elena to gain Kenniston's confidence. While surprised by Tucker's actions, Kenniston continues to be wary of him.The troop is away from the fort when Kenniston executes a Kiowa warrior, son of the chief Satank, as a "rebel and traitor". Tucker receives his orders to join the Confederates and makes Bradford a prisoner. He has him escorted back to the fort but Bradford's escort returns to report that the fort is under siege by hundreds of Kiowa warriors. Despite strong misgivings, Tucker decides to return. The troop fights its way into the fort, but can only delay the inevitable, saved from annihilation only by the setting of the sun. Bradford is killed. Kenniston decides to offer himself as a sacrifice and turns over command to Tucker. A few days later a dispatch rider arrives with news that Gen. Sherman has completed his march to the sea, spelling doom for the Confederacy. Elena tries to comfort a despairing Tucker with the hope that things will seem better tomorrow.